DGAP-Adhoc: MAN SE: Deterioration of the profit expectations in the division MAN Diesel & Turbo SE / no change of the compensation and dividend payments under the Domination and Profit and Loss Tr

MAN SE / Key word(s): Change in Forecast

04.06.2013 11:06

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
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The issuer is solely responsible for the content of this announcement.

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As already made public by announcement of 11 April 2013, contractual risks
in connection with a large order of MAN Diesel & Turbo SE for the
construction of turn-key diesel power plants lead to an additional need for
provisions to be established. Based on the final report of the audit firm
which has been mandated to analyse such risks, the Executive Board of MAN
SE expects that in this respect an additional need for provisions exists
for the second quarter of 2013 in the amount of EUR 146 million.

In the current fiscal year, there has also been a significant downturn in
the after-sales business of MAN Diesel & Turbo SE, which was not expected
to this degree. The Executive Board of MAN SE expects that due to the
continuing difficult economic situation in the shipping industry, the
European sovereign debt crisis as well as the poor economic situation in
particular in the important sales region of the Middle East, the situation
in the after-sales business of MAN Diesel & Turbo SE will continue to be
tense in the next years and that the original profit expectations will not
be fulfilled in the mid-term.

In addition, substantial tax risks have arisen for the assessment periods
2004 through 2006 in the course of an external tax audit with a company
which formerly was part of the consolidated tax group.

Cumulatively, these three sets of facts will presumably result in the total
2013 return on sales of MAN Group being significantly below the 2012
figure, whereas revenue will remain at the previous year's level.

The effects resulting from these three value-lowering sets of facts are not
fully compensated by the increase in value which results from the change in
the interest rate level and the resulting decrease of the base interest
rate, which occurred after the execution of the Domination and Profit and
Loss Transfer Agreement between MAN SE and Truck & Bus GmbH, a wholly owned
subsidiary of Volkswagen Aktiengesellschaft, as of 26 April 2013.

According to the contracting parties and the mandated valuation experts
KPMG and PwC, all of the aforesaid facts result in a cumulative reduction
of the enterprise value determined in accordance with the discounted
earnings method by approximately EUR 50 million.

While the reduction of the enterprise value is not fully compensated by the
increase in value due to the change of the base interest rate, the
contracting parties have come to the understanding not to reduce the cash
compensation in the amount of EUR 80.89 or the amount of EUR 3.30 gross or
currently EUR 3.07 net per common share and preferred share as guaranteed
dividend or recurring compensation payment for each full fiscal year agreed
in the Domination and Profit and Loss Transfer Agreement.

MAN SE

The Executive Board

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Language: English
Company: MAN SE
Ungererstraße 69
80805 München
Germany
Phone: +49 (0)89 360 98-334
Fax: +49 (0)89 360 98-572
E-mail: investor.relations@man.eu
Internet: www.man.eu
ISIN: DE0005937007, DE0005937031
WKN: 593700, 593703
Indices: MDAX
Listed: Regulierter Markt in Berlin, Düsseldorf, Frankfurt (Prime
Standard), Hamburg, Hannover, München, Stuttgart; Terminbörse
EUREX

End of Announcement DGAP News-Service

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